In partnership with MIT, AeroAstro will continue the development of a highly innovative lightweight, inexpensive, low power star tracker for small satellite applications. No solution currently exists currently in this area of the trade space. The design developed in Phase I takes advantage of the processing capabilities embedded in newer CMOS imagers to reduce power consumption and limit the amount of glue logic required, and exploits highly compact pattern recognition algorithms to find star pairs using a minimal star catalog. The solution offers accuracy better than 100 arc-seconds, meeting the unique requirements of small maneuverable space vehicles at a fraction of the cost, mass, and power consumption of larger, higher impact star trackers. In Phase II, the star tracker design will be advanced to a Critical Design Review and a flight-prototype will be constructed and tested.